When Governance Goes Awry: What Are the Takeaways?

By    //    Volume 20,  Number 5   //    September/October 2012


Janice M. Abraham, United Educators

David W. Breneman, University of Virginia

Richard Chait, Harvard University

Gordon Davies, State Council of Higher Education in Virginia (former)

Judith S. Eaton, Council for Higher Education Accreditation

R. Barbara Gitenstein, College of New Jersey

Stanley O. Ikenberry, American Council on Education (former)

John Nelson, Moody’s Investor Service

Theodore J. Marchese, AGB Search

Cary Nelson, American Association of University Professors (former)

Robert M. O’Neil, University of Wisconsin, University of Virginia (former)

Hunter Rawlings, Association of American Universities

Charles B. Reed, California State University Frank H.T. Rhodes, Cornell University (former)

Jeffrey B. Trammell, College of William & Mary

Jane Wellman, National Association of System Heads

Controversies over higher education governance are in the news these days. The most recent occurred this summer when several members of the board of the University of Virginia asked the president, Teresa A. Sullivan, to resign, only to be forced to reinstate her after protests from students, faculty, donors, alumni, and others. That situation followed on the heels of a major scandal at the Pennsylvania State University, where a former assistant football coach was convicted of sexually assaulting minors on the campus—raising issues of whether the board was too dependent on its chief executive and had failed to push for information and answers. Governance challenges at other institutions around the country have also made local, if not national, headlines.

Trusteeship asked some top higher education leaders and experts to comment on the key issues that emerged from the situation at the University of Virginia (and at any at other institutions that they wanted to comment on) and the implications and lessons for other boards. UVA, as well as Penn State, are already moving ahead to improve their governance processes, and our aim is not to criticize institutions and their leaders. Rather, it is to provide insights for other college and university boards as they go forward.

So what can be learned? The views of the respondents presented here (not necessarily those of AGB) represent a variety of perspectives.

Stanley O. Ikenberry, former president of the American Council on Education, the University of Illinois, and the TIAA-CREF Board of Overseers: The most obvious lesson is that power relationships in major universities are complex and different from other sectors of society. Donna E. Shalala, the president of the University of Miami, who understands the constructive use of power as well as anyone I know, said in the New York Times (June 25), “Everybody thinks university presidents are hierarchical and top-down. But we are not corporate chieftains, and we cannot rule from the sky. We are more like tugboat captains, trying to get our ships aligned and pulling them in the right direction.”

The same needs to be said of university governing boards. While successful presidents and boards have ultimate authority and responsibility, they are not the only players. As the situation at UVA illustrates, one false step can energize a cacophony of voices and forces that can successfully challenge the board’s wisdom and undermine its legitimacy. A president’s job, supported and guided by the board, is to lead, learn from, mobilize, and energize the diverse community that constitutes a university. Without that support, and when the president herself becomes the subject of concern, boards become vulnerable. At UVA, remedies could have been sought: in-depth conversations with the new president, retaining a consultant or coach, or some other intermediate step. But that did not happen.

In addition, a solid, structured process makes a difference. Deficiencies in the way decisions are made can undermine the quality and legitimacy of the action. While it is true that presidential and board power derives from university statutes and policies, the soundness and acceptance of decisions in academic organizations must be supported by a carefully structured process. That is especially relevant as the magnitude and ramifications of a decision escalate, as in the case of hiring or firing a president. In the Virginia saga, a more robust approach would have served all parties—the board, the university president, and most of all, the reputation of a great academic institution.

Finally, a lack of communication is too often the root of governance crises: the failure of presidents to consult with the faculty; breakdowns in board/president communication; the failure to keep a governor and other policy makers informed; the failure to reach out to students, alumni, or the press. Consequential decisions must be reached through a candid exchange, a genuine sharing of views, reasoned argument, and the articulation of underlying values—all of which begin to give some sense of context and meaning to tough decisions. Otherwise, not only is the legitimacy of an immediate decision undermined, but the credibility of a president and the board to make sound decisions in the future is diminished.

Higher education institutions, especially major research universities, are grappling with the most difficult issues in their history. Economic, academic, social, cultural, and technological boundaries are shifting in ways that require strong leadership and governance, empowered to make difficult and consequential decisions. Demonstrating the capacity to respond in ways that serve society is the central challenge facing every president and board in America. The possibility of failure should worry us all.

Richard Chait, professor emeritus of higher education at the Harvard University School of Education and former trustee of Goucher, Maryville, and Wheaton colleges: The drama in Charlottesville and the tragedy in State College, although substantively different, share some root causes that transcend the particulars of either situation and offer object lessons for other boards. Here are three.

Of paramount importance, collective deliberation was too little, too late. At UVA, the rector and a few like-minded individuals reached a conclusion and then apparently lobbied other board members one-by-one. At Penn State, the chair reportedly shared vital information with only a couple of trustees.

In both instances, collective consideration would have yielded multiple perspectives, different options, and constructive debate. The downside of preemptive action at UVA or unpardonable concealment at Penn State would surely have been exposed. The power of a board, both intellectually and politically, lies with the collective. Top-notch chairs—and presidents—summon and harness the collective mind of the board; ineffective leaders resort to circumvention and secrecy. To be effective, let alone accountable, a board must have influential discussions of consequential issues.

Second, both boards underestimated the power of organizational culture. At UVA , the board learned the hard way that trustees need to uphold the dominant norms of shared governance and to accommodate, or at the very least comprehend, indigenous culture in order to effect change. The Penn State trustees, particularly the board’s leaders, abetted and, indeed, reflected an institutional culture that favors insularity and venerates football. The board probably recognized the power of that culture to unify Happy Valley. Unfortunately, the trustees did not calibrate or monitor the power of that culture to devastate the university.

Finally, both boards over-attributed power to the president. Board leaders at UVA apparently believed that a change in president would precipitate a notable change of pace and direction, a dubious supposition. Presidents are as much a mirror as a manager of organizational culture. Had the president been removed, the odds would have heavily favored one of two outcomes: a similarly oriented successor largely committed to UVA’s current velocity and trajectory or a renegade imposed by the board and, in relatively short order, toppled by the faculty.

If the would-be ousters at UVA assigned too much to the president’s departure, then the trustees at Penn State ascribed too much to the president’s durability. Longevity should not be mistaken for infallibility. Even as presidents thrive over time, trustees need to retain a healthy skepticism and an inconvenient inquisitiveness, precisely because hubris so often accompanies success. It’s not as simple as “hire and fire.” A better bromide might be “hire and inquire.”

Boards need to strike a delicate balance between undue deference and undue interference, sins of equal magnitude. As potential risks rise, boards need to tilt toward greater engagement, ever respectful of management.

UVA and Penn State are splendid universities. Both will rebound. In the meantime, other boards can learn from these experiences, but only if trustees are systematically introspective and unabashedly frank. This is a time for other boards to reflect, not rejoice. To presume that “We’re smarter than that” actually translates as “We’re luckier than that.” And without candid self-examination and robust selfcriticism, a board’s luck will eventually run out, probably sooner than later.

Frank H.T. Rhodes, former president of Cornell University and former board member of the Andrew W. Mellon Foundation and General Electric Company: The success of universities, ancient and modern, public and private, has been based on a social compact by which society supports the university and grants it a remarkable degree of autonomy in exchange for its commitment to use its resources and freedom to serve the larger public interest. The board is the custodian of that social compact and of the values of integrity, accountability, openness, candor, and responsibility upon which the pursuit of knowledge and responsible governance depend.

The responsibility of the board is to govern, not to manage. “Noses in, fingers out” remains sound and tested advice to board members. Between the two there is a world of difference. Governance involves defining the institutional mission, approving its policies and procedures, overseeing its programs and resources, and appointing, reviewing, and supporting the president.

Management, in contrast, involves the responsibility for the effective operation of the institution and the achievement of its goals, the productive use of its resources and facilities, and the nurture and development of the highest levels of teaching, research, and service. In fulfilling its obligations, the board delegates substantial autonomy both to the president and to the faculty, who are given the responsibility of deciding whom to admit, what to study, how to teach, and who should be recommended for degrees, for example. For the board to take it upon itself the responsibility for deciding how to teach a course in a particular field would be like the board of a hospital deciding among themselves how a surgeon should be required to perform some complex procedure. Responsible boards have developed codes of conduct and rules of procedure, as well as regular means of self-assessment, to ensure their effectiveness and to guard against such costly errors.

The relationship of the board to the faculty is important. Its relationship to the president is crucial. It is the board that selects the president as the chief executive officer of the institution. The task of the president is to lead: to turn mission into purpose and aims into goals—challenging the institution and all its members to greatness, championing its goals, articulating its values, recruiting the team, and harnessing the institutional resources to meet those goals.

Such a task is demanding, overwhelming even, and it is the obligation of the board, once it has approved the president’s priorities, to give the president, both in public and in private, its fullest support, candid advice, and personal encouragement. The president has not only a unique claim, but also a substantial need for the understanding, loyalty, and support support of the board. And the public also has a claim and a need for that kind of integrity and commitment from those to whom it entrusts the leadership of its colleges and universities.

Charles B. Reed, chancellor of the California State University System and board member of ACT: The recent leadership crisis at the University of Virginia shows that there was clearly a breakdown in communication between the board chair, the board members, and the president. In my experience, clear communication among all of these players is absolutely crucial, and without it, you’re going to see unfortunate situations like this one unfold.

Here’s a philosophy I’ve followed for the past 28 years: Board members should put their noses in all of my business, but they should keep their hands off my business. This means that they should absolutely be concerned with policy and directions, but the execution of those things is my job. It’s important to have that distinction in place so that everyone is clear about his or her respective roles in the process.

With that said, I am absolutely adamant about keeping the lines of communication open. I probably talk to our board chair two to three times each week. We talk specifics about what’s going on at our campuses, and sometimes we have no agenda for our conversations at all—we just talk. I also have a session with our board chair before each board meeting. We work together to formulate an agenda and talk about matters that we will discuss in closed session. Because of the current funding crisis, I also talk to the chair of our board’s finance committee at least one or two times per week.

I am also a firm believer in having confidential communications between the president or chancellor and the board chair or board members, in that you can discuss certain things with them, and it won’t go any further than that. You have to have that level of trust and understanding with your board if you’re going to get to the bottom of the toughest issues.

One last thing: I also make it a policy to return any board member’s phone call or e-mail message on the same day, no matter where I am or what I’m doing. It’s a good practice, and it helps remind them how important that open line of communication is to me.

Janice M. Abraham, president and CEO of United Educators and trustee at Whitman College: The situation at UVA represents a clash between two important leadership virtues: authority and legitimacy. While board members had the authority, which they exercised, to fire the president, they lacked her legitimacy—which enabled her to build community support and demonstrated the potential to effect the changes to UVA’s operations advocated by the board. One can lead and effect change successfully without authority, but not without legitimacy, as the board members learned all too well.

Despite the similarities between a complex university and a complex business, the differences are too significant to ignore. The UVA board members know now that universities are deliberative bodies that do not make decisions at the same speed that corporate entities often do. That can be frustrating and even infuriating to boards that see, from their perch, looming cliffs and mountains of challenges and that have little patience for the deliberative nature of universities.

As frustrated and concerned as the board members may have been with the pace of change at UVA, their actions revealed a lack of understanding of a community that values honor and respect. The board is of that community—not a special club that can ignore its history and traditions. A relative newcomer to UVA, the president gained legitimacy by understanding the university’s culture and values before prescribing far-reaching change.

Now that the dust has settled, it’s apparent that there may not be much daylight between the direction the board set for UVA and the president’s vision. For example, there is consensus that online education has a role in UVA’s future. UVA recently announced an agreement—one under discussion while the board was sending e-mail messages and preparing to demand the president’s resignation—to join Coursera, the for-profit online education company. Let the discussion continue.

The good news is that we can have faith that this crisis can be turned into an opportunity. But to ignore the process of healing will ignore the importance of legitimacy and authority. Many governments rely on a truth and reconciliation commission to heal and rebuild authority and legitimacy. Such a model should play an integral role in the UVA leadership community. Honesty, trust, and respect—a good place to start and end.

Judith S. Eaton, president of the Council for Higher Education Accreditation, former chancellor of the Minnesota State Colleges and Universities, and former president of the Council for Aid to Education and the Community College of Philadelphia: Two issues emerge from recent events at UVA, one internal and one external: the health of shared governance and demands for greater public accountability.

Shared governance presumes agreement about the extent and limits of authority for governing boards, chief executive officers, and faculty members. Each shares in the responsibility for the overall academic and financial sturdiness and direction of a college or university. Each also has distinctive individual responsibility. Governing boards have primary responsibility with regard to the fiduciary obligations of the institution, chief executives have primary responsibility for leadership and management, and faculty members have primary responsibility for the academic program and standards.

The situation at UVA made clear that this shared-governance agreement was, at least for a time, not fully operational. It is not that, for example, the board, the president, or the faculty assumed authority that each did not have—the typical indicator that shared governance is not working. Rather, it is a more serious issue of disagreement about whether the current distribution of power is still acceptable—a matter that we in higher education are reluctant to face and about which we have few ideas for change.

Today’s relentless pressure on colleges and universities for greater public accountability played a dominant role, as well. Public accountability is offered as the antidote for many of the challenges our institutions face: declining resources, diminishing affordability, and the intensifying competition for greater reputation and recognition, both national and international. Greater public accountability has, too often, become a symbol of greater public distrust of what we do. Absent the current level of pressure for public accountability, it is easy to envision events at UVA proceeding quite differently.

In the UVA case, the governing board was criticized in the news media as inadequately accountable because it failed to be appropriately transparent in its process. The president was portrayed as lacking accountability because, in the eyes of some of the board members, she did not address technological change at the university with sufficient alacrity. The faculty was characterized as deficient in accountability because they were cast as resistant to change.

The UVA events show us that it is time for thoughtful reconsideration of shared governance by all of higher education.

Further, it is time for higher education, not others, to lead the national discussion about appropriate public accountability for our colleges and universities.

Financial and Regulatory Pressures

Jeffrey B. Trammell, chair of the board of visitors of the College of William & Mary and president of Trammell and Company: The University of Virginia’s recent debate over leadership and strategic direction, in my view, was not in reality about the individuals but rather about the financial pressures hammering our public universities, particularly the Public Ivies. As the states are losing their ability to fund the Public Ivies at a level necessary to retain their academic excellence, we are entering an era when flexibility and new private-public partnerships will be necessary to preserve the investment and assets that the states have in these great universities.

In Virginia, the governor has championed more money for higher education. But by necessity that additional funding will largely go toward growth—creating positions for additional students and assisting community colleges. Both in Virginia and across the nation, the Public Ivies should not drain the limited state resources from community colleges. But, as W. Taylor Reveley, the president of William & Mary, recently noted in an op-ed in the Richmond Times Dispatch (July 9), “Even if you take just the basics in Virginia—what in-state students pay, what it actually costs to educate them and what the state provides—you confront a fiscal chasm that resists closure, despite valiant efforts by the state’s political leaders last spring.”

Instead the Public Ivies must become more efficient, develop new pricing models, and essentially reinvent themselves to remain competitive. At William & Mary, our board and president are committed to that reinvention. President Reveley has called for: 1) on-campus productivity gains, 2) greater philanthropic support, 3) meaningful in-state tuition increases for financially able families, while insuring affordability through need-based aid for less financially able families, including those well into the middle class, and 4) performance in our tradition of academic distinction. If the Public Ivies are to survive both within state university systems and as distinctive nationally acclaimed universities, then they must have the flexibility to innovate individually. One size does not fit all.

As rector of Mr. Jefferson’s alma mater, I have nothing but respect and praise for the university that he later founded. Just as UVA is offering a class to examine lessons learned from its recent public leadership debate, we can draw the broader inescapable lesson that our unsustainable financial models demand that the Public Ivies—including UVA and W&M—reinvent themselves in order to continue to excel at what Jefferson called the “diffusion of knowledge” essential for the public good.

John Nelson, managing director, Moody’s Investors Service: The recent governance tumult at UVA is a symptom of broader change under way in American higher education. While resolution of the UVA dispute reaffirmed the faculty-centric “shared governance” model long dominant at leading universities, developing economic and technological forces suggest that this model is disappearing. Governance clashes, especially at public universities, are likely to increase in coming years as the sector’s ability to grow revenues dwindles and new technology-based teaching platforms encourage a powerful shift toward greater operating efficiencies and cost containment.

Under the shared-governance model, the faculty and other stakeholders play a powerful role in advising and checking strategic decision making by the board. While this facilitates long-term planning and consistency in academic programming, it is ill-suited to deal with the dynamic economic and technological shifts now occurring in higher education. The faculty’s governing role, especially strong at research universities, is already on the wane at most American colleges and universities, which are operating with small endowments, weak revenue-growth prospects, and high dependence on student tuition and/or state funding. Many institutions, facing intensified economic and regulatory pressures, are reducing the percentage of tenured faculty—a de facto strengthening of the board and president to deal with economic challenges.

Public university governance remains largely unchanged despite dramatic economic dislocations. States are now a much diminished supporter of their public universities, while students provide nearly 50 percent of revenues—a complete reversal of funding roles in little more than a decade. Ironically, the state defunding trend has caused many public universities to be upgraded by Moody’s because university revenues are more insulated from volatile state funding decisions and more-professional university management has been put in place.

State gubernatorial power to appoint board members remains in place at most public universities in America, even as the two basic university types—public and private nonprofit—now operate under similar business models but different governance models. Private university boards are self-appointing and dominated by philanthropists, while public university boards are usually appointed by the state governor and rarely are major donors. The divergence between how public and private boards are selected is likely to cause new governance clashes and changes to board appointments at public universities in the next decade.

Technological change was another key aspect of the UVA governance struggle. The explosive growth of online instructional technology has reached a pivotal moment. Leading universities, such as UVA, have considerable potential to leverage their brand name to generate substantial new revenue. Most universities will move toward a hybrid model combining campus-based classroom teaching with online instruction, enabling delivery of more academic content at a lower cost per student.

Gordon Davies, former director of the State Council of Higher Education for Virginia and president of the Kentucky Council on Postsecondary Education: One sure sign that higher education has changed is that less than a month after the unfortunate but comical drama at UVA, a faculty member has announced that he will offer a media-studies course about the incident. We do not know all of the details or the personal motivations behind the actions of a small number of the UVA board members, President Sullivan, or all the other players. Perhaps students doing oral histories will shed light on them.

But one thing is clear: There is renewed interest in ensuring that universities are run as if they were businesses, largely because of severe funding reductions to higher education, but also because of a growing utilitarian definition of the enterprise.

There is nothing new about the expectation that universities should be operated as if they were businesses. The notion goes back to the great financiers who provided resources to make American higher education what it is today: Rockefeller, Sloane, Carnegie, Stanford, and others.

But the bold and inept attempt to “corporatize” UVA elicited a strong and well-coordinated response. Both students and faculty rejected the notion that Mr. Jefferson’s university should become a business marketing products to clients.

At the same time, as states and countries withdraw public funding for higher education, higher education institutions and systems need to control costs and do more with less. Higher education must adapt to new circumstances and meet the changing needs of people.

Complex institutions like businesses and universities do learn from one another. But education is more than preparation for the workforce. It should raise basic questions about our very existence: Who are we? Where are we going? Why are we doing what we are doing?

It doesn’t always work. Around 1865, a student told Henry Adams that he was at Harvard University because, “A Harvard degree is worth money to me in Chicago.” But it often does work, and people come to experience richer lives as a result.

So, lessons learned: Be careful of quick fixes; avoid bottom-line business models; and remember that we are called to help women and men become better persons, not just more useful ones. A course on the UVA situation might offer a valuable learning experience to other universities. Perhaps it should be taught online.

Jane Wellman, executive director of the National Association of System Heads and former board member of Argosy University: The imbroglio between the UVA board and President Sullivan is being read as a cautionary tale about change in higher education and the tensions between insiders and outsiders over academic policy. There is undoubtedly some of that, and those tensions exist in every public and nonprofit institution in the country. But institutions that have a tradition of board engagement in a climate of shared governance and respect know how to handle such issues without erupting in public and frankly uncivil clashes about what seem to be power relationships as much as policy.

The missteps by the UVA board should not be construed as an argument for fewer public appointments, or more “insiders,” on this or any other governing board. Longer terms of appointment might be good, and multiple appointment authorities, including the legislature, can also help. Boards exist for a reason, and boards of “outsiders”—independent individuals who serve the public interest—are particularly important to the many public institutions that are navigating their way to funding models that look more like private non-profit institutions than agencies of state government. A good board should be a bridge between internal and external stakeholders, even as it works to keep the institution from being controlled by either “insiders” or “outsiders” or by factions within the board.

Some also might argue that this board got into trouble because it was asking questions about academic policy that should be left to the faculty. Wrong again: The board should be asking such questions, working with the president and the faculty. It should also be pushing for evidence about financial sustainability. It shouldn’t be content to let the institution live on reputation rather than performance. By the same token, shared governance is important, and faculty should have the primary delegated responsibility for making decisions about academic policy. That doesn’t mean they should be left alone; it means they need to be engaged. That’s the president’s job, and by all accounts President Sullivan was doing it.

A final note: The situation was inflamed by the overheated rhetoric coming from both the left and the right about the Armageddon facing public higher education unless dramatic and instant change takes place. This framing of the “policy agenda” is being used to justify all manner and means of quick fixes that are destined to go nowhere. There’s no doubt that public higher education needs to change, but the reality is that it is changing, and quite rapidly. Too much of the change is at the surface. New models—in finance, instructional delivery, credentialing, and the awarding of academic credits—need to be tested and refined even as they are deepened.

But UVA also has much that needs to be preserved, beginning with the “brand” of Mr. Jefferson’s university, the academical village, built to serve a democracy, that every educational “start-up” would kill for. It is no less powerful a model today than it was in 1825. Now that the board and the president appear to be on the same page, they are in a position to get on with the work of making sure that the vision survives to serve a new generation.

Who Should Serve on Public Boards?

Hunter Rawlings, president of the Association of American Universities, former president of Cornell University and the University of Iowa, and trustee of Haverford College: The (short-lived) firing of President Sullivan is a vivid example of irresponsible university governance. The leadership of the UVA board created a process that was everything a university process should not be.

First, it was secretive. It completely lacked the transparency that decisions at a public university, particularly one as serious as who should serve as president, must have. Remarkably, this decision was hidden not only from UVA’s numerous constituencies but even from some trustees.

Second, the action was precipitous. It came out of the blue, and board leadership provided no good reason for it. The stated rationales were vague, shallow, and unprofessional. They demeaned the presidency of one of our great universities.

What are the lessons of this painful chain of events?

  • Governing boards must be as open and transparent as possible. At a flagship research university, with highly educated constituencies watching important actions with great intensity, process can be nearly as important to effective leadership as policy. To be judged effectively, actions must be visible.
  • Boards need to operate through careful, deliberative processes. Such processes can be slow and frustrating to some, but this is the nature of universities. These institutions are capable of change—indeed UVA and others are going through enormous changes—but thoughtful processes generally will lead to wiser decisions.
  • Finally, boards of public research universities should have at least one or two members from the research university community itself—from outside or inside the institution. Private university boards generally have such members, whose knowledge and experience with these complex institutions enhance governance.

As difficult as these events were for President Sullivan, we are relieved by her swift return to the job. In the end, the primary victim is the university, which suffered a blow to its stability and reputation. We hope that this is merely temporary.

Thomas Jefferson famously wrote of his university, “[H]ere we are not afraid to follow truth wherever it may lead, nor to tolerate any error so long as reason is left free to combat it.” In the end, the demand for openness and reason prevailed, and a grievous error was reversed. That is the positive lesson we can take from these events—collective insistence on truth and openness can force leaders to do the right thing. That is the power not only of Mr. Jefferson’s university but of all of our nation’s great universities.

Cary Nelson, professor of liberal arts and sciences at the University of Illinois at Urbana-Champaign and former president of the American Association of University Professors: When the University of Illinois system president was forced by the board to resign in 2012, following upon a similar resignation of the previous president a few years earlier, faculty leaders hailed it as a triumph of shared governance. The resignation and rapid reappointment of UVA’s president has been met with comparable characterizations.

Are all these claims warranted? A highprofile senior leadership crisis suggests a failure of shared governance, not proof it has triumphed. Shared governance represents the intricate web of negotiated structures, agreements, committees, responsibilities, consultations, and conversations that enable all stakeholders to interact successfully. Shared governance prevents leadership crises; it is not a last resort to solve them.

The two Illinois resignations and the Virginia reappointment do speak to the potential a faculty has to exercise its mostly latent collective power, but that power is better exercised as a steady feature of shared governance. Moreover, even these apparent triumphs of faculty will did not play out in vacuums. Both Illinois and Virginia saw their campus problems unfold as soap operas in the national press. A blue-ribbon panel appointed by the Illinois governor and a verdict of unethical conduct (over a secret special admissions program for children of donors and political figures) played a crucial role in the first Illinois resignation. Long-term faculty inattention and cowardice, combined with board indifference and ignorance, underlay the first Illinois resignation, as well.

All boards need elected faculty representatives. Otherwise, the president and his or her staff alone are burdened with teaching the board about educational issues like online learning. Worse still, as Illinois learned, is the nearly irresistible administrative temptation to misrepresent and scapegoat faculty opinion and intent when faculty members are not in the room and at the table. All it may take is two or three—certainly not only one—elected faculty members as non-voting board members and members of all board committees to maintain a continuing dialogue that can prevent all these problems from getting steadily more serious.

Disputes about the rapidly evolving opportunities and challenges of online learning were also features of both the I llinois and Virginia stories. If both boards had been in long-term conversations with faculty members, better levels of understanding and better plans would almost certainly have been in place. All stakeholders need to acquire a degree of humility about issues that are as dramatically in flux as online learning. There is a good chance that greater knowledge, achieved in a broader conversation, would have forestalled the Virginia board’s impatience.

As the financial pressures on higher education increase, so the need for true, in-depth shared governance increases as well. Ignoring that need will produce still more unwelcome public entertainments about campus crises.

David W. Breneman, university professor at the Batten School of Leadership and Public Policy at the University of Virginia, former president of Kalamazoo College, and board member at Sweet Briar College: The first lesson for boards is never to do anything that gives rise to an article with a title like “When Governance Goes Awry.” If you want to be Machiavellian, then read Machiavelli first. Don’t bungle the job like the UVA board members did, embarrassing themselves, the president, faculty members, alumni, students, and donors—indeed, the entire university community. Do not assume that forcing the resignation of a popular president in her second year in office for no obvious reason, catching everyone by surprise, will result in a short one-day news story and then be forgotten.

I will go no further in this vein as it is too easy to ridicule the Keystone Kops aspect of this sad event. What it obviously raises are the age-old questions surrounding institutional governance, issues that take on heightened sensitivity at a time when finances are exceptionally tough and the future more opaque than normal. If one is to believe the list of 10 items provided by the rector after the fact to explain the board action, most of them relate to the above two issues.

Apparently, op-ed pieces from various newspapers had been circulating among the board members, causing worry that UVA was being left behind in the move to online education. It is reasonable for a board to have questions about the university’s stance toward such activity, but to turn worries about that issue into a firing offense is clearly a pointless overreach. It turns out that UVA has been deeply involved in exploring online education, and a properly functioning board, working with its chief executive, would have talked that issue through and reached an understanding. For whatever reason, communication clearly failed in this case.

This item raises the fundamental question of who determines the academic program at a public university—the faculty, the administration, or the board? In my view, the board is fully empowered to raise tough questions about any aspect of the curriculum or the way courses are taught, but beyond seeking meaningful and relevant responses, it should not go. The provost, the deans, and the faculty should be the final arbiters of those decisions.

Two other lessons stand out. First, every board should have one or two seasoned academic members, ideally from another institution, who can interpret likely responses from the academic community to actions of the board. Had that been in effect at UVA, this sorry episode might have been avoided. Secondly, we have moved beyond the point where all board appointments should be solely at the discretion of the governor. Given diverse sources of funding, true accountability means that other stakeholders should have standing in the governance of the institution.

Theodore J. Marchese, former trustee of Eckerd College and senior consultant at AGB Search: The firing and rehiring of the UVA president was a sorry spectacle. To long-time observers of public higher education in Virginia, though, none of it was so surprising.

In Virginia, all trustees of public universities are appointed by a governor limited by law to a single term. The Commonwealth is neither red nor blue and tends to get a Republican followed by a Democrat followed by a Republican, and so on, every four years. One of the spoils of office is the chance to name trustees, over 200 in all, so supporters and donors line up for the “thank you” of a prestigious appointment. Busy, short-term governors tend to look to campaign staff for nominees, but the appointments thus made have deep consequences.

On the ground, this means that the boards of Virginia’s public universities are a mix of the former governor’s and the new governor’s supporters, some of them with an agenda, few expecting reappointment or acquainted with the fuller responsibilities of trusteeship; the assignment often means going to a meeting three or four times a year and casting votes as necessary. It’s a recipe for ineffective, and sometimes destructive, trusteeship.

Virginia enjoys a rich mix of public colleges and universities, and many accomplished citizens serve on their boards. But too many campuses are held back by their in-and-out boards, neglectful or intrusive or sometimes both; they lag in undergraduate attainment, research productivity, and fundraising. President Sullivan, let it be noted, is far from the first public-campus leader to be driven from office, if not to distraction, by willful trustees.

Giving a governor sole control of appointments is dysfunctional, not least because the Commonwealth today funds ever-smaller fractions of institutional costs—less than 10 percent at UVA. All of public higher education in Virginia would be better served by independent, self-perpetuating boards, with the governor retaining a limited right to veto appointments (as in Great Britain).

But what governor wants to give up the ability to thank so many in so gracious a way? A way forward might be for the legislature to appoint a blue-ribbon task force to adduce “lessons learned” from this past summer’s travail. The key lesson should be that stronger public institutions will need independent boards free from a gubernatorial spoils system. All public institutions, and their boards, would be as accountable as before; follow the logic of devolution and charge each institution to build a board with the wit, wisdom, and wealth to carry it to a next level.

R. Barbara Gitenstein, president of the College of New Jersey and former board member of ING Investment Funds and ING Mutual Funds: The reaction from higher education leaders, the news media, and the public to the crisis in governance at UVA was not merely to this one episode, but rather to a growing number of public rifts between trustees and presidents (such as at the University of Oregon and the University of Texas). I submit, as well, that the upheaval at Penn State is an additional, and particularly perverse, version of these governance problems. All of these occurrences mark an inflection point in our understanding of how a major university should be led and managed.

The lessons from these cautionary tales must serve as warnings for administrators and trustees. A board that fails to engage meaningfully with faculty and the academic temperament is just as destructive as a board that is riveted on a signature program with a larger-than-life figurehead. A senior administration that is not forthright with the full board about moral and legal lapses is as damaging to the institution’s future as the administration that cannot effectively educate the board about the culture and processes of academe.

The responsibility of a senior administration is to keep the board informed and educated about the reality of circumstances on the campus. The responsibility of board members is to hold the institution in “trust,” asking the tough questions, probing the issues, and positing unconventional solutions. It is not the board’s job to create those solutions, but it is its job to challenge the administration (and thereby the faculty) to create them.

The appointment of both presidents and board members is the foundation for assuring good governance. Presidents should be comfortable with the complexity and challenge of leading an institution of higher education, engaging faculty members, staff members, and students. Presidents must be ready to challenge the status quo, but they must respect the history of the institution. Board members should come to their positions with a commitment to the long-term health of the institution and not with a narrow political, business, programmatic, or personal agenda. Their allegiance must be to the institution and not to the appointing authority. The foundation for healthy governance is mutual respect and the nurturing of institutional values; the protection of healthy governance is frequent and honest communication.

Robert M. O’ Neil, former president of the University of Wisconsin System and the University of Virginia: It would be tempting to dismiss recent events at the University of Virginia as a singular experience, quite unlikely to recur. In several respects, this is a unique institution. As its founder, Thomas Jefferson insisted that his would be the first truly secular academic institution in the country; the other early public campuses all offered divinity and theology, while Virginia alone maintained singular separation between church and state. UVA’s uniquely student-run honor system set an exemplary standard for integrity. In this and other ways—including the wholly unprecedented clash between the university’s first female president and board chair—one could simply write off what happened in Charlottesville as a one-time occurrence.

That view would, however, seriously misunderstand a disastrous portent that nearly derailed one of the nation’s pre-eminent academic institutions. We need to recall that Mr. Jefferson, however superbly creative he was, did not always get it right. When he personally admitted the first class in 1825, he discovered that the exotic European faculty he had recruited to teach those Albemarle County farm boys was ill suited to the task. The fledging institution barely survived that first year; happily, its founder admitted far better qualified matriculants the next spring, before he and John Adams shared the day of their death on the nation’s 50th birthday.

Unlike other board chairs, Mr. Jefferson insisted on governing the institution alone, serving as rector, chairing its board, and managing its affairs. There seemed to be no need for a president; just as he had personally admitted the initial students, he readily delegated myriad other tasks to officials charged with maintaining facilities, handling business matters, et al. James Madison and James Monroe, who succeeded to this uniquely powerful role, also served both as board chair and chief executive. Indeed, it was not until 1904 that the first president arrived on the grounds, more than three-quarters of a century after the university’s founding, and long after every other major research institution’s president had been admitted to the fledgling Association of American Universities.

Suddenly, in the summer of 2012, tensions that were implicit from UVA’s founding surfaced in the most dangerous way. While the current rector may or may not have fully appreciated the uniqueness of her role in American higher education, there seems to be little doubt that she acted upon its premise in removing a popular and faculty-supported president. Happily, with the university’s founder looking approvingly upon the Lawn, President Sullivan acted in accord with profoundly Jeffersonian principles.

The experience evokes splendid symmetry. Late in life, Mr. Jefferson was asked why he acclaimed on his tombstone only three milestones (author of the Declaration of Independence, sponsor of the Virginia Statute of Religious Liberty and founder of the University of Virginia.) Why did he not mention his role as governor or diplomat or president? His response was characteristically candid. “Those,” he insisted, “were things the people did for me. These three things alone I did for the people.”

While the analogy may be imperfect, President Sullivan’s consistent refusal to accept full credit for having rallied the troops to ensure her reinstatement entailed a comparable modesty. To many colleagues, she steadfastly insisted that rather than leading the charge, she merely accepted the overwhelming support of faculty members, students, and alumni. Where the credit remains is properly a matter of conjecture. What is not in doubt is the outcome—nothing less than the university’s survival in its current governance.